Terms and conditions
Last updated: 11 November 2026
Draft. These terms will be reviewed by a lawyer before launch and may still change. They apply to business customers only.
Version 2026-11 (draft). We write in plain language. "We" and "us" mean Zendhal; "you" means the customer.
1. Who we are and definitions
1.1 These terms are issued by Thijzen, trading as Zendhal, Simon Koopmanstraat 204, 1693 BL Wervershoof, the Netherlands, Chamber of Commerce (KvK) 94071446, VAT number NL005062709B84, email info@zendhal.nl.
1.2 In these terms:
- Customer: the business that signs up with us and with whom we enter into the agreement.
- Agreement: the arrangement between you and us about our services, including these terms, the rates and the pages listed in article 2.4.
- Portal: our online environment where you view and manage your stock, orders, balance and notifications.
- Stock: the goods that you, or someone on your behalf, deliver to us.
- Prepaid balance (or balance; called "credit" on our website and in the portal): the amount you pay in advance, excluding any VAT we charge on it, and against which we settle our charges.
- Rates: the prices on the pricing page, or a different price agreed with you in writing.
- Working day: Monday to Friday, except the public holidays we publish on the status page before the start of the calendar year (or, in the year you start, when you sign up).
- In writing: includes email and the portal.
2. When these terms apply
2.1 These terms apply to every sign-up, every agreement and every service we perform for you.
2.2 We only work for businesses. By signing up you confirm that you act for your business or profession and that you are registered in a trade register or a comparable official register in your country, or can otherwise show that you are a business. If this turns out to be untrue, we may end the agreement immediately.
2.3 Your own general terms and conditions do not apply. Deviations from these terms are only valid in writing.
2.4 The rates, the shipping instructions page and the list of prohibited goods form part of these terms. Personal data is governed by the data processing agreement. If these documents conflict, this order applies: (1) a written agreement with you that expressly deviates from these terms (except regarding personal data), (2) the data processing agreement for personal data, (3) these terms, (4) the rates, the shipping instructions page and the list of prohibited goods. All other pages on our website and frequently asked questions (even when they appear on one of these pages) are explanations and not part of the agreement.
2.5 If a provision is invalid, the others remain in force. We replace the invalid provision with a valid one that comes as close as possible.
2.6 These terms are a translation of the Dutch "algemene voorwaarden". If the Dutch and English versions differ, the Dutch version prevails.
3. Sign-up and start
3.1 You sign up in the portal with correct and complete details and confirm your email address. We review your sign-up within 1 working day. We may refuse a sign-up; if possible, we tell you why. When you sign up, you see these terms, the data processing agreement and the pages in article 2.4 before you agree, and you can save and print them. We record which version you accepted.
3.2 The agreement starts as soon as we approve your sign-up. It runs for an indefinite period, without a minimum term, without a minimum number of orders and without a monthly fee.
3.3 If your business details change (such as name, address, VAT number, EORI number or fiscal representative), update them in the portal straight away or let us know.
4. Your account and integrations
4.1 You decide who has access to your account (owners and members). Everything done through your account or your integrations counts as your instruction, unless misuse was made possible by an error or inadequate security on our side. Keep your login details and keys secret and report misuse immediately.
4.2 Orders that come in through an integration (such as Shopify) are processed as they come in. You make sure that addresses and order details are correct.
4.3 We do our best to keep the portal and integrations available at all times. We announce maintenance in advance where possible; we report outages on the status page.
4.4 We send notices to the email address of the owners in your portal and show them in the portal. A notice counts as received as soon as it is in the portal. Make sure your email address is correct and working. If you are established outside the Netherlands and Belgium, a registered letter (articles 7.4 and 13.6) may also be an email to all owners together with a notice in the portal. It counts as received 2 working days after sending, unless the email bounces. After your portal access ends, we send notices by email only; they count as received 2 working days after sending.
5. Rates
5.1 For our services you pay only the rates, excluding VAT. We charge VAT as required by law. In addition, you only pay what is stated in these terms (such as in articles 5.4, 6.4 and 9.5).
5.2 We announce a change in the rates in writing 60 days in advance. We pass on a price change by the carrier without mark-up, 30 days after we have notified you in writing. We pass on a price reduction by the carrier as soon as possible, also without mark-up. If you cancel before the change takes effect, the old rates apply to you until your stock has left, up to 30 days after the effective date. This also applies to a price change by the carrier. The end of a temporary discount agreed with you at the start is not a change in the rates.
5.3 If your product data (weight or dimensions) is incorrect, we charge the difference from the expected price, with a notice, and correct the product data. A carrier surcharge because the parcel was heavier or larger than your product data states follows the same rule, as does a carrier surcharge for an incorrect or incomplete address. If the error is ours, or it is a carrier price change not yet implemented under article 5.2, you pay the expected price.
5.4 Custom work is charged per hour, and costs we advance for you (such as import duties or VAT under article 9.3, or transport) are charged plus the fixed fee according to the rates, both only with your consent. Without consent only if needed to prevent damage or extra costs for you; you will then be notified immediately.
6. Prepaid balance and payment
6.1 We work with a prepaid balance. Your first top-up is at least €100.00 (excluding VAT) and is prepaid balance, not a fee. You only top up after your sign-up has been approved.
6.2 We deduct our charges from your prepaid balance when we provide the service, for example the order charges when the shipping label is created. Storage is charged weekly in advance: every Monday for the shelf spaces and pallets holding your stock at that time. You see every deduction straight away in the portal.
6.3 Available balance is your balance plus any credit line we agree with you, minus what is already reserved for orders. A credit line is not prepaid balance and is never paid out. If your available balance is too low for a new order, that order waits until you top up. Other charges, such as storage, inbound, returns, adjustments (article 5.3) and reversed top-ups (article 6.8), may make your balance negative. You will then receive a notice.
6.4 You top up a negative balance within 14 days of our notice, even if we have agreed a credit line. You pay an invoice for charges not deducted from your prepaid balance within 14 days. If you do not pay on time, you are in default without a reminder and we may charge the statutory commercial interest and extrajudicial collection costs according to the statutory scale.
6.5 If your available balance (article 6.3) is negative, or you are in default, we may hold new orders and postpone other work. We do still accept incoming shipments. We never hold a reshipment caused by our error (article 12.3).
6.6 Your prepaid balance is an advance payment for our services and therefore an ordinary claim against us. It is not money held separately for you, not a deposit and not savings: it earns no interest, can only be used for our services and cannot be transferred or paid to others. If we go bankrupt, you are an ordinary creditor for your prepaid balance. You receive the unused part back under article 6.7. Your prepaid balance can be at most €5,000.00 in total (balance plus top-ups still in progress). We do not accept a top-up that would exceed this; if more arrives anyway (for example by bank transfer), we refund the excess within 14 days. So do not top up more than you expect to need.
6.7 You receive the remainder of your prepaid balance within 14 days of your request, or within 14 days after your stock has been collected or shipped when you leave (if there is no stock, within 14 days of the final statement). If we charged VAT on your top-up, we also refund the VAT on the refunded amount, with a credit note. We prepare the final statement under article 13.5. The amount refunded is your balance, minus what is reserved for orders (article 6.3), minus storage already due but not yet deducted, and when you leave minus the costs still to come for your departure (such as storage until collection or shipping, and preparing and shipping your stock). We only refund to the account or payment from which you topped up. A different account is only possible after confirmation by email to all owners of your account, a 7-day waiting period and our check.
6.8 If a top-up is reversed (chargeback), we deduct that amount from your prepaid balance.
6.9 You may not set off an amount you owe us against an amount you claim from us, unless we have acknowledged that amount or a court has established it.
7. Ownership, right of retention and pledge
7.1 Your stock remains yours. You declare that you own the stock, or that the owner has given you permission to store it with us, pledge it to us and have it sold or destroyed under these terms. If a retention of title or other third-party right rests on your stock, tell us before you deliver.
7.2 If you owe us an amount that is due, we may hold stock until you pay (right of retention). In addition, by these terms you grant us a right of pledge on the stock in our possession, as security for everything you owe or will owe us under the agreement.
7.3 We only use these rights for a demonstrably outstanding amount, and never hold more stock than is reasonably needed to cover that amount.
7.4 If your balance has been negative for 30 days or an invoice is 30 days overdue, we send a registered reminder and an email stating the amount and what we will do if you do not pay. If you do not pay within 14 days of the reminder, we may sell stock in accordance with the statutory rules for pledges and set off the proceeds against what you owe us. If you dispute the amount in writing and with reasons, we do not sell while the dispute over that part is ongoing; either of us may submit the dispute to the court. You do pay the undisputed part. Once you are in default, we can agree in writing on a different way of selling, or sell in another way with permission from the preliminary relief judge. We never sell counterfeits or prohibited goods. We hand them over where the law requires (article 8.5), and otherwise we may have them destroyed at your expense after an additional written notice and 14 days. We do not sell more stock than is reasonably needed to cover the outstanding amount and the costs of the sale. Any surplus is returned to you. Stock that cannot be sold, or whose selling costs exceed the proceeds, may be destroyed at your expense after an additional written notice and 14 days, unless within those 14 days you pay the outstanding amount and have the stock collected or shipped.
8. Inbound: delivery and counting
8.1 You announce every shipment in the portal in advance and deliver according to the shipping instructions.
8.2 Within 1 working day of arrival we count your announced shipment and the stock is available for sale. For a large delivery (more than 10 pallets or 200 boxes at once, or a loose-loaded container) we agree a timeframe in advance. Per product we count the number of boxes times the quantity per box you specified, and open 1 box per product as a sample. Counting individual units is a paid option. If the sample deviates, we report it under article 8.3 and, at your request, count all units of that product (paid option). We cannot see a difference in a closed box that we did not count on arrival; we are not liable for it. If we open a box for the first time later and find a difference from the stated quantity, we report it with a photo and it counts as a delivery difference; article 8.3 then applies from that notice. This does not apply if the box is visibly damaged or already opened when we open it, while the photo on arrival shows an intact box; article 12.1 then applies. After that first opening, the counted quantity is our responsibility under article 12.1.
8.3 We report a discrepancy at the count, with a photo. You have 48 hours from the moment the count appears in your portal, and at least 1 full working day, to respond. If you do not respond within that period, the count stands. If you do respond, we work it out together; at your request we recount the product unit by unit. If our count was wrong, that recount is free.
8.4 We place an unannounced shipment that we can establish is meant for you in quarantine, with a surcharge and weekly quarantine costs according to the rates, until you announce it. If it is not announced within 14 days, article 13.6 applies. If we cannot establish who a shipment is for, we refuse it or return it to the carrier.
8.5 A shipment or product we do not accept (for example damaged, not delivered according to the rules, or prohibited) is set aside. If a shipment is visibly damaged on arrival, we sign for it with reservation with the carrier and record it with a photo. If the contents are fine, we accept the shipment at your request. You are informed straight away, with a photo. You have it collected or returned; the costs are yours (according to the rates, or for third-party costs under article 5.4). Until then we charge quarantine costs according to the rates. If you do not have it collected or give no address within 30 days, article 13.6 applies. If a product is acutely dangerous to people or the warehouse, we may have it collected or disposed of immediately at your expense; you are informed straight away, with a photo. If the law requires a product to be reported or handed over to an authority or rights holder (for example counterfeits), we will do so.
9. Products and your responsibility
9.1 Every product has an EU responsible person (manufacturer, importer or authorised representative in the EU) with name and address on the product, the packaging or, if that is not possible, an accompanying document. Without one we do not accept the product. You guarantee that the EU responsible person exists and has accepted that role. We do not accept the role of EU responsible person for your products. If it later turns out that an EU responsible person is missing, we block the product until this is resolved; if it is not resolved within 30 days, article 8.5 applies. If the law nevertheless designates us because an EU responsible person is missing or has not accepted the role, article 9.5 also applies.
9.2 We do not accept prohibited goods, counterfeits or products we cannot store safely. Products listed as "only after agreement" are only accepted with our written consent. Our warehouse is neither cooled nor heated and can get warmer than 25 °C in summer. Tell us about products that cannot withstand frost under article 9.4. We do not accept products that must be stored below 25 °C (even if this is only stated on the packaging).
9.3 You are responsible for your products and your sales, including:
- product safety, labelling and the rules for your product in the EU;
- trademarks and other intellectual property rights;
- import, customs clearance, customs and VAT, including a Dutch VAT registration where the law requires it (for example if you sell from stock in the Netherlands). If you sell from outside the EU, you arrange import yourself through an EU (fiscal) representative. A shipment from outside the EU has already been cleared in your name or that of your representative, with your EORI number, when it is delivered to us. We never act as importer, consignee for customs, declarant or (fiscal) representative. If we check any of this at sign-up or later, it remains your responsibility. If a carrier still asks for import duties or VAT on delivery, we refuse the shipment, unless the declaration shows it was made in your name or that of your representative; we may then advance the costs under article 5.4;
- extended producer responsibility for packaging, batteries, electrical equipment and textiles, including registration where required. You show on request that you comply, for example with your extended producer responsibility registration number(s). If you cannot, we may block the product; if it is not resolved within 30 days, article 8.5 applies. If we incur a fine or costs because a registration is missing, article 9.5 applies;
- correct product data (weight, dimensions, barcode) and packaging suitable for storage and shipping;
- your obligations towards your own customers, such as the cooling-off period, warranty, refunds and customer service. We are not the seller.
9.4 If you know a product is special (fragile, dangerous, with a best-before date or sensitive to heat or frost), tell us before you deliver. If the product is on the "only after agreement" list, article 9.2 applies. We do not ship by best-before date or batch order unless agreed in writing.
9.5 If anyone holds us liable, or we incur a fine or costs, because of your products, your data or because you do not comply with the agreement (for example an authority, a carrier or customs), you compensate us for that damage and those costs. This does not apply to the extent the damage is caused by our own error.
9.6 If a product must be recalled or an authority asks for information, we will help you. We charge our work for this according to the rates.
10. Orders and shipping
10.1 An order received on a working day before 15:00 with sufficient balance and stock is shipped the same working day, except in the cases of articles 6.5, 9.1, 9.3, 10.4, 13.1 and 14.2, or if the address is incomplete.
10.2 We ship with PostNL. We only use another carrier or another shipping product with your consent. The carrier's terms apply to the transport.
10.3 You can cancel an order or change the address as long as we have not started packing it.
10.4 During exceptionally busy periods (such as Black Friday) we may not be able to ship all orders on the same working day; we then ship them as soon as possible on the following working days, oldest first. In busy periods we charge no surcharge of our own; we only pass on a carrier surcharge under article 5.2. We announce in advance on the status page what busy periods mean for shipping times, including the last shipping day before Christmas.
10.5 You can also have stock collected or shipped without cancelling (for example to a marketplace or your own address); if we ship it, we charge the exit rate for preparation plus the shipping costs. Collecting it yourself, or having it collected by a carrier you arrange, is free, at an agreed time.
11. Returns
11.1 We process returns within 2 working days of arrival: we photograph them and assess their condition.
11.2 For each return you choose: back into stock, set aside or destroy. If you do not choose, we keep the return apart until you do; in case of doubt we never automatically put anything back into stock. Returns set aside count towards storage. We only destroy at your request, except in the cases of articles 7.4 and 8.5.
11.3 You decide whether your customer is entitled to a refund.
11.4 A return that is clearly meant for you but that we cannot link to an order is reported in the portal with a photo. We set it aside for 30 days and you choose under article 11.2. If you do not choose within that period, article 13.6 applies. If we cannot establish who a return is for, we refuse it or return it to the carrier.
12. Liability
12.1 Stock. If your stock is lost or damaged from arrival in our warehouse until handover to the carrier or collection, we compensate the purchase value, excluding VAT; for repairable damage the repair costs, up to the purchase value (based on your supplier's invoice or other proof of the purchase price). We establish a stock difference at a count (such as a control count, an order or the final count) and report it with a photo in the portal. Per event at most €500.00 per shelf space or box (if a box is on a pallet, the pallet cap applies), at most €2,500.00 per pallet, and for all damage to your stock together at most €10,000.00 per calendar year; what we compensate ourselves under article 12.2 (inadequate packing or late claim) and article 12.3 (item not returned) counts towards this. PostNL's compensation that we pass on to you, and the crediting of return, reshipment and pick & pack after a picking error, do not count. We do not compensate damage caused by the nature of the product or the packaging in which you deliver it, by expiry of the best-before date, by heat or frost for a product sensitive to it, or by a difference in an unopened box (article 8.2). Nor do we compensate damage caused by force majeure (article 14.2), such as a fire or flood we could not prevent, or theft after a break-in despite good security. You should therefore insure your stock yourself against fire, water and theft; we insure our liability.
12.2 Shipments. For damage to or loss of a shipment, PostNL's liability applies. We file the claim and pass PostNL's compensation on to you. Report damage within 4 working days of delivery and loss within 20 working days of shipping; after that we may no longer be able to file the claim. If PostNL rejects a claim because we packed the product inadequately, we compensate the damage under article 12.1. This does not apply if you asked us to use your own packaging. If we file a claim late although you reported it on time, we compensate the damage under article 12.1. Note: PostNL's compensation for letterbox parcels is limited.
12.3 Picking error. If we ship the wrong item or quantity, we pay for the return and the reshipment. We credit those costs, and the pick & pack of the reshipment, automatically. If the wrongly shipped item does not come back, we compensate the purchase value under article 12.1.
12.4 Other damage. For other damage caused by our error we are only liable for direct damage, up to the amount we charged for our services in the 12 months before the damage (excluding shipping costs), with a minimum of €1,000.00. Per calendar year, we never pay more for all damage under article 12.4 together than the highest cap that applied to a single damage in that year under the previous sentence. This also applies to damage relating to personal data we process for you.
12.5 We are not liable for indirect damage, such as lost revenue or profit, fines or measures by sales platforms (such as bol or Amazon), reputational damage and damage due to delay.
12.6 The limitations in this article do not apply in case of intent or gross negligence (including wilful recklessness) by us or our management. They also apply to our employees and the companies we engage.
12.7 The timeframes in these terms (such as counting within 1 working day and returns within 2 working days) are service timeframes. If we miss one, that is no ground for compensation, unless article 12 provides for it. You can always cancel under article 13.1. Article 12.5 and this article 12.7 do not apply to our payment obligations, such as refunding your prepaid balance (article 6.7) and crediting costs (article 12.3); if we pay late, we pay the statutory commercial interest.
12.8 Report damage or a complaint within 14 days after you discovered it or could have discovered it, unless these terms set another period (such as in articles 8.3 and 12.2). If you report later, your claim lapses to the extent our interests are harmed as a result. A claim lapses if you do not start proceedings within 1 year of your report or, if you did not report, within 1 year after you discovered or could have discovered the damage. If a claim with the carrier is pending (article 12.2), this period only starts once that claim has been settled. This does not apply to the refund of your prepaid balance (article 6.7).
13. Cancellation and leaving
13.1 You can cancel the agreement with immediate effect in the portal or by email to info@zendhal.nl, without cancellation costs. Orders we are already packing will still be shipped. Other orders will no longer be shipped: you cancel them, or you withdraw your cancellation (possible until the final count has been made) and cancel again once they have been shipped.
13.2 We can cancel the agreement in writing with 30 days' notice. If that period ends between 15 November and 31 December, the agreement ends on the first working day of January. If we cancel without you being in breach, we do not charge the exit rate for preparing your stock; shipping costs remain yours. This also applies if you cancel after a change under article 5.2, 16.1 or 16.4 has been announced and before it takes effect, and if the agreement ends under article 14.3 or because a sanctions regime prohibits us from working for you (article 13.3).
13.3 To the extent permitted by law, we can end the agreement immediately or stop our work if you go bankrupt or are granted a suspension of payments, if your stock is seized, in case of fraud or misuse, if a sanctions regime prohibits us from working for you, if you deliver prohibited goods knowingly or repeatedly, or if you fail to comply with the agreement seriously, or repeatedly after a written warning.
13.4 After the agreement ends, by cancellation or termination for any reason, your stock is ready within 5 working days. For more than 10 pallets or 200 boxes we agree a timeframe in advance. Collecting it yourself, or having it collected by a carrier you arrange, is free, at an agreed time. Having it shipped by us costs the exit rate for preparation plus the shipping costs: the PostNL rate per box, or for pallet transport the carrier's costs plus the fee under article 5.4. We make a final count with photos. If the law (such as a sanctions regime) prohibits us from releasing the stock, we do not release it. We charge storage up to and including the week in which your stock is collected or shipped. If your stock is ready later than 5 working days because of us, we do not charge storage for the extra weeks this requires.
13.5 If your balance is negative or an invoice is outstanding when your stock is prepared, you pay it before collection or shipping; until then we may hold stock under articles 7.2 and 7.3. If your balance does not cover the shipping costs, you top up the difference before we ship. Within 5 working days after your stock has been collected or shipped, we prepare the final statement and set off the last charges against your prepaid balance. If there is no stock when the agreement ends, we prepare the final statement within 5 working days of the end of the agreement. You receive the remainder within 14 days (article 6.7); you pay any shortfall under article 6.4.
13.6 Abandoned goods. If you do not announce a shipment within the period in article 8.4, do not choose within the period in article 11.4, or do not collect your goods and give no shipping address within the period in article 8.5 or 13.7, or within 30 days after your stock was prepared when you leave (article 13.4), we send a registered letter and an email stating what will happen if you do not respond. We charge storage or quarantine costs according to the rates and set them off against your prepaid balance. If your balance becomes negative as a result, article 7.4 applies; this may ultimately allow us to sell the goods or, if they cannot be sold, destroy them.
13.7 Returns that arrive after you leave are kept for 30 days, without storage charges. If you give an address, we process and forward them according to the rates, after prepayment through the portal; otherwise article 13.6 applies.
13.8 Provisions that by their nature continue after the end of the agreement (such as articles 1.2, 2, 4.1, 4.4, 5.1 to 5.4, 6.2 to 6.9, 7, 8.2 to 8.5, 9.1, 9.3, 9.5, 9.6, 10.2, 11.2, 11.4, 12, 13.4 to 13.7, 13.9, 14.2, 15, 16.1, 16.4 and 17) remain in force.
13.9 After the agreement ends, you keep access to your portal until the final statement is ready and, if article 13.6 or 13.7 applies, until those goods have been collected, shipped, sold or destroyed. You can download your data there (orders, statements, invoices).
14. Support and force majeure
14.1 A human responds within 4 working hours (working days 9 am to 5 pm), with a solution or plan within 1 working day. Outside those hours we only help with urgent matters, without guarantee.
14.2 Force majeure is a circumstance we cannot prevent and that is not at our risk, such as an outage at PostNL, Sendcloud, Mollie, Shopify or our hosting, a power or internet failure, fire, flood, a government measure or illness of so large a part of our team that we cannot absorb the work with reasonable measures. In case of force majeure we report it on the status page and by email, and the timeframes shift, except our payment obligations (article 12.7), which we meet as soon as payment is possible again. We pay no penalty or compensation for damage caused by force majeure.
14.3 If force majeure lasts longer than 30 days, both you and we may end the agreement immediately.
15. Confidentiality and privacy
15.1 We keep each other's confidential information secret, such as your customers, sales figures and price agreements, unless the law, an authority (article 9.6) or the performance of the agreement (such as data for the carrier) requires otherwise. This continues for 2 years after the end of the agreement, and for trade secrets as long as they remain secret.
15.2 For the personal data of your customers we enter into a data processing agreement. How we handle your own data is described in the privacy statement.
15.3 We only name you as a customer (for example on our website) with your written permission.
16. Changes, location and transfer
16.1 We announce a change to these terms in writing at least 30 days in advance. If you do not agree, you can cancel free of charge before the change takes effect; the old terms then apply to you until your stock has left, up to 30 days after the effective date. This also applies to the pages in article 2.4 and to the data processing agreement. Article 5.2 applies to rates. If a change brings new or higher costs for you, we announce it 60 days in advance, as in article 5.2. A clarification that brings no new obligation or cost for you and does not limit your rights may take effect immediately.
16.2 A change that is only in your favour or required by law may take effect sooner.
16.3 The version and date are shown at the top. We send earlier versions on request.
16.4 We may engage third parties to perform our services; we remain responsible to you under these terms. We may store your stock at another location in the Netherlands after 30 days' written notice; you can then cancel free of charge (article 13.2). We may transfer the agreement to a successor who continues our service, after 30 days' written notice; you can then cancel free of charge (article 13.2). You may only transfer the agreement or your prepaid balance with our written consent, which we will not refuse without reasonable grounds. Your prepaid balance transfers to the successor, or you receive it back on request under article 6.7.
16.5 If a product already with us becomes prohibited through a change to the list of prohibited goods, it may stay until your stock runs out, up to 90 days, unless the law, the insurer or safety does not allow this; after that article 8.5 applies.
17. Law and disputes
17.1 Dutch law applies to the agreement.
17.2 If you have a complaint, please contact us first via contact. We will look for a solution together.
17.3 If we cannot resolve it, the competent court in the district where we are established decides, unless mandatory law designates another court.